Scheduled Term Loan Payments. (i) The Borrower shall repay to the Administrative Agent: (A) on the last Business Day of each Fiscal Quarter ending on or prior to June 30, 2022, (i) an aggregate principal amount equal to 0.25% of the aggregate principal amount of all Initial Term Loans outstanding as of the Closing Date, for the ratable account of the Lenders holding Initial Term Loans, (ii) an aggregate principal amount equal to 0.25% of the aggregate principal amount of all First Amendment Incremental Term Loans outstanding as of the First Amendment Effective Date, for the ratable account of the Lenders holding First Amendment Incremental Term Loans, and (iii) an aggregate principal amount equal to 0.25% (or such greater percentage as Borrower determines is necessary to cause the Delayed Draw Term Loans to be fungible with the Initial Term Loans) of the aggregate principal amount of Delayed Draw Term Loans outstanding that have been outstanding for a full First Quarter prior to such date of payment, for the ratable account of the Lenders holding such Delayed Draw Term Loans; (B) on the last Business Day of each Fiscal Quarter ending after June 30, 2022 and on or prior to June 30, 2023, an aggregate principal amount equal to 0.625% of the aggregate principal amount of all Term Loans outstanding as of the Fourth Amendment Effective Date, for the ratable account of the Lenders holding Term Loans; (C) on the last Business Day of each Fiscal Quarter ending after June 30, 2023 and on or prior to September 30, 2024, an aggregate principal amount equal to 1.1875% of the aggregate principal amount of all Term Loans outstanding as of the Fourth Amendment Effective Date, for the ratable account of the Lenders holding Term Loans (it being understood that the TenthEleventh Amendment Consenting Term Loans shall be deemed to have been outstanding on the Fourth Amendment Effective Date for purposes of this clause (C)); (A) on the last Business Day of each Fiscal Quarter ending after September 30, 2024 and on or prior to June 30, 2026 (or, in the case of each of the Fiscal Quarters ending March 31, 2025 and June 30, 2025, on the fifth (5th) Business Day after the end of such Fiscal Quarter), an aggregate principal amount equal to 0.25% of the aggregate principal amount of all Term Loans outstanding as of the Eleventh Amendment Effective Date, for the ratable account of the Lenders holding Term Loans; provided that if (i) the $75M Repayment Milestone is not satisfied on or prior to March 31, 2025, or (ii) the $300M Repayment Milestone is not satisfied on or prior to June 30, 2025, then such quarterly payment referenced in this clause (D) shall be increased from 0.25% to 0.625%, in each case, for each Fiscal Quarter ending on or after such date; (B) on the last Business Day of each Fiscal Quarter ending after June 30, 2026, an aggregate principal amount equal to 1.25% of the aggregate principal amount of all Term Loans outstanding as of the Eleventh Amendment Effective Date, for the ratable account of the Lenders holding Term Loans; and (C) (D) for the ratable account of the Appropriate Lenders, on the Term Loan Maturity Date for any Class of Term Loans, the aggregate principal amount of all Term Loans of such Class outstanding on such Term Loan Maturity Date. (ii) The amount of any such payment set forth in clause (i) above shall be adjusted to account for the application of any prepayments in accordance with Section 1.8(h) and the addition of any Extended Term Loans to contemplate (A) the reduction in the aggregate principal amount of any Class of Term Loans that were paid down in connection with the incurrence of such Extended Term Loans and (B) any increase to payments to the extent and as required pursuant to the terms of any applicable Extension Amendment.
Appears in 2 contracts
Samples: Credit Agreement (SelectQuote, Inc.), Credit Agreement (SelectQuote, Inc.)
Scheduled Term Loan Payments. (i) The Borrower shall repay to the Administrative Agent:
(A) (A) on the last Business Day of each Fiscal Quarter ending commencing with March 31, 2022 (each such date, the “Repayment Date”)ending on or prior to June 30, 2022, (i) an aggregate principal amount equal to 0.25% of the aggregate principal amount of the sum of all Initial Term Loans outstanding as of the Closing Date, for the ratable account of the Lenders holding Initial Term LoansLoan LendersLoans, (ii) an aggregate principal amount equal to 0.25% of the aggregate principal amount of the sum of all First Amendment Incremental Term Loans outstanding as of the First Amendment Effective Date, for the ratable account of the Lenders holding First Amendment Incremental Term Loans, and (iii) an aggregate principal amount equal to 0.25% (or such greater percentage as Borrower determines is necessary to cause the Delayed Draw Term Loans to be fungible with the Initial Term Loans) of the allthe aggregate principal amount of Delayed Draw Term Loans outstanding that have been outstanding for a full First FiscalFirst Quarter prior to such the Repayment Datesuch date of payment, for the ratable account of the Lenders holding such Delayed Draw Term Loans, and (B) for the ratable account of the ;
(B) on the last Business Day of each Fiscal Quarter ending after June 30, 2022 and on or prior to June 30, 2023, an aggregate principal amount equal to 0.625% of the aggregate principal amount of all Term Loans outstanding as of the Fourth Amendment Effective Date, for the ratable account of the Lenders holding Term Loans;
(C) on the last Business Day of each Fiscal Quarter ending after June 30, 2023 and on or prior to September 30, 20242023, an aggregate principal amount equal to 1.1875% of the aggregate principal amount of all Term Loans outstanding as of the Fourth Amendment Effective Date, for the ratable account of the Lenders holding Term Loans (it being understood that the TenthEleventh Amendment Consenting Term Loans shall be deemed to have been outstanding on the Fourth Amendment Effective Date for purposes of this clause (C));
(A) on the last Business Day of each Fiscal Quarter ending after September 30, 2024 and on or prior to June 30, 2026 (or, in the case of each of the Fiscal Quarters ending March 31, 2025 and June 30, 2025, on the fifth (5th) Business Day after the end of such Fiscal Quarter), an aggregate principal amount equal to 0.25% of the aggregate principal amount of all Term Loans outstanding as of the Eleventh Amendment Effective Date, for the ratable account of the Lenders holding Term Loans; provided that if (i) the $75M Repayment Milestone is not satisfied on or prior to March 31, 2025, or (ii) the $300M Repayment Milestone is not satisfied on or prior to June 30, 2025, then such quarterly payment referenced in this clause (D) shall be increased from 0.25% to 0.625%, in each case, for each Fiscal Quarter ending on or after such date;
(B) on the last Business Day of each Fiscal Quarter ending after June 30, 2026, an aggregate principal amount equal to 1.25% of the aggregate principal amount of all Term Loans outstanding as of the Eleventh Amendment Effective Date, for the ratable account of the Lenders holding Term Loans; and
(C) (D) for the ratable account of the Appropriate Lenders, on the Term Loan Maturity Date for any Class of Term Loans, the aggregate principal amount of all Term Loans of such Class outstanding on such Term dateTerm Loan Maturity Date.
(ii) The amount of any such payment set forth in clause (i) above shall be adjusted to account for the application of any prepayments in accordance with Section 1.8(h) and the addition of any Incremental Term Loans or Extended Term Loans to contemplate (A) the reduction in the aggregate principal amount of any Class of Term Loans that were paid down in connection with the incurrence of such Incremental Term Loans or Extended Term Loans and (B) any increase to payments to the extent and as required pursuant to the terms of any applicable Incremental Amendment or Extension Amendment.
Appears in 1 contract
Samples: Credit Agreement (SelectQuote, Inc.)
Scheduled Term Loan Payments. (i) The Borrower shall repay to the Administrative Agent:
(A) on the last Business Day of each Fiscal Quarter ending on or prior to June 30, 2022, (i) an aggregate principal amount equal to 0.25% of the aggregate principal amount of all Initial Term Loans outstanding as of the Closing Date, for the ratable account of the Lenders holding Initial Term Loans, (ii) an aggregate principal amount equal to 0.25% of the aggregate principal amount of all First Amendment Incremental Term Loans outstanding as of the First Amendment Effective Date, for the ratable account of the Lenders holding First Amendment Incremental Term Loans, and (iii) an aggregate principal amount equal to 0.25% (or such greater percentage as Borrower determines is necessary to cause the Delayed Draw Term Loans to be fungible with the Initial Term Loans) of the aggregate principal amount of Delayed Draw Term Loans outstanding that have been outstanding for a full First Quarter prior to such date of payment, for the ratable account of the Lenders holding such Delayed Draw Term Loans;
(B) on the last Business Day of each Fiscal Quarter ending after June 30, 2022 and on or prior to June 30, 2023, an aggregate principal amount equal to 0.625% of the aggregate principal amount of all Term Loans outstanding as of the Fourth Amendment Effective Date, for the ratable account of the Lenders holding Term Loans;
(C) on the last Business Day of each Fiscal Quarter ending after June 30, 2023 and on or prior to September 30, 20242023, an aggregate principal amount equal to 1.1875% of the aggregate principal amount of all Term Loans outstanding as of the Fourth Amendment Effective Date, for the ratable account of the Lenders holding Term Loans (it being understood that the TenthEleventh Eighth Amendment Consenting Term Loans shall be deemed to have been outstanding on the Fourth Amendment Effective Date for purposes of this clause (C));
(A) on the last Business Day of each Fiscal Quarter ending after September 30, 2024 and on or prior to June 30, 2026 (or, in the case of each of the Fiscal Quarters ending March 31, 2025 and June 30, 2025, on the fifth (5th) Business Day after the end of such Fiscal Quarter), an aggregate principal amount equal to 0.25% of the aggregate principal amount of all Term Loans outstanding as of the Eleventh Amendment Effective Date, for the ratable account of the Lenders holding Term Loans; provided that if (i) the $75M Repayment Milestone is not satisfied on or prior to March 31, 2025, or (ii) the $300M Repayment Milestone is not satisfied on or prior to June 30, 2025, then such quarterly payment referenced in this clause (D) shall be increased from 0.25% to 0.625%, in each case, for each Fiscal Quarter ending on or after such date;
(B) on the last Business Day of each Fiscal Quarter ending after June 30, 2026, an aggregate principal amount equal to 1.25% of the aggregate principal amount of all Term Loans outstanding as of the Eleventh Amendment Effective Date, for the ratable account of the Lenders holding Term Loans; and
(C) (D) for the ratable account of the Appropriate Lenders, on the Term Loan Maturity Date for any Class of Term Loans, the aggregate principal amount of all Term Loans of such Class outstanding on such Term Loan Maturity Date.
(ii) The amount of any such payment set forth in clause (i) above shall be adjusted to account for the application of any prepayments in accordance with Section 1.8(h) and the addition of any Extended Term Loans to contemplate (A) the reduction in the aggregate principal amount of any Class of Term Loans that were paid down in connection with the incurrence of such Extended Term Loans and (B) any increase to payments to the extent and as required pursuant to the terms of any applicable Extension Amendment.
Appears in 1 contract
Samples: Credit Agreement (SelectQuote, Inc.)
Scheduled Term Loan Payments. (i) The Borrower shall repay to the Administrative Agent:
Agent (A) on the last Business Day of each Fiscal Quarter ending on or prior to June 30commencing with March 31, 20222022 (each such date, the “Repayment Date”), (i) an aggregate principal amount equal to 0.25% of the aggregate principal amount of the sum of all Initial Term Loans outstanding as of the Closing Date, for the ratable account of the Lenders holding Initial Term LoansLoan Lenders, (ii) an aggregate principal amount equal to 0.25% of the aggregate principal amount of the sum of all First Amendment Incremental Term Loans outstanding as of the First Amendment Effective Date, for the ratable account of the Lenders holding First Amendment Incremental Term Loans, and (iii) an aggregate principal amount equal to 0.25% (or such greater percentage as Borrower determines the Administrative Agent may reasonably determine is necessary to cause the Delayed Draw Term Loans to be fungible with the Initial Term Loans) of the aggregate principal amount of all Delayed Draw Term Loans outstanding that have been outstanding for a full First Fiscal Quarter prior to such date of paymentthe Repayment Date, for the ratable account of the Lenders holding such Delayed Draw Term Loans;
, and (B) on the last Business Day of each Fiscal Quarter ending after June 30, 2022 and on or prior to June 30, 2023, an aggregate principal amount equal to 0.625% of the aggregate principal amount of all Term Loans outstanding as of the Fourth Amendment Effective Date, for the ratable account of the Lenders holding Term Loans;
(C) on the last Business Day of each Fiscal Quarter ending after June 30, 2023 and on or prior to September 30, 2024, an aggregate principal amount equal to 1.1875% of the aggregate principal amount of all Term Loans outstanding as of the Fourth Amendment Effective Date, for the ratable account of the Lenders holding Term Loans (it being understood that the TenthEleventh Amendment Consenting Term Loans shall be deemed to have been outstanding on the Fourth Amendment Effective Date for purposes of this clause (C));
(A) on the last Business Day of each Fiscal Quarter ending after September 30, 2024 and on or prior to June 30, 2026 (or, in the case of each of the Fiscal Quarters ending March 31, 2025 and June 30, 2025, on the fifth (5th) Business Day after the end of such Fiscal Quarter), an aggregate principal amount equal to 0.25% of the aggregate principal amount of all Term Loans outstanding as of the Eleventh Amendment Effective Date, for the ratable account of the Lenders holding Term Loans; provided that if (i) the $75M Repayment Milestone is not satisfied on or prior to March 31, 2025, or (ii) the $300M Repayment Milestone is not satisfied on or prior to June 30, 2025, then such quarterly payment referenced in this clause (D) shall be increased from 0.25% to 0.625%, in each case, for each Fiscal Quarter ending on or after such date;
(B) on the last Business Day of each Fiscal Quarter ending after June 30, 2026, an aggregate principal amount equal to 1.25% of the aggregate principal amount of all Term Loans outstanding as of the Eleventh Amendment Effective Date, for the ratable account of the Lenders holding Term Loans; and
(C) (D) for the ratable account of the Appropriate Lenders, on the Term Loan Maturity Date for any Class of Term Loans, the aggregate principal amount of all Term Loans of such Class outstanding on such Term Loan Maturity Datedate.
(ii) The amount of any such payment set forth in clause (i) above shall be adjusted to account for the application of any prepayments in accordance with Section 1.8(h) and the addition of any Incremental Term Loans or Extended Term Loans to contemplate (A) the reduction in the aggregate principal amount of any Class of Term Loans that were paid down in connection with the incurrence of such Incremental Term Loans or Extended Term Loans and (B) any increase to payments to the extent and as required pursuant to the terms of any applicable Incremental Amendment or Extension Amendment.
Appears in 1 contract
Samples: Credit Agreement (SelectQuote, Inc.)